Globenewswire·2025-12-05 23:25Core Viewpoint - HNI Corporation has announced a definitive agreement to acquire Steelcase, Inc. in a cash and stock transaction, with the acquisition expected to close on December 10, 2025 [1][4]. Group 1: Acquisition Details - The acquisition involves an exchange offer for Steelcase's existing 5.125% Notes due 2029, with HNI offering up to $450 million in new notes [1]. - Shareholders of both HNI and Steelcase voted in favor of the acquisition during their respective special meetings on December 5, 2025 [4]. - The acquisition is contingent upon the successful completion of the exchange offer and consent solicitation, which expired on December 5, 2025 [4][3]. Group 2: Exchange Offer and Consent Solicitation - HNI received sufficient consents to amend the Existing Steelcase Indenture to eliminate certain covenants and restrictive provisions [3]. - As of the expiration date, $351,008,000 of the Existing Steelcase Notes, representing 78% of the total, were validly tendered [6]. - The New HNI Notes will not be registered under the Securities Act and may only be offered under specific exemptions [7]. Group 3: Company Background - HNI Corporation has been in operation for over 75 years, focusing on workplace furnishings and residential building products [9]. - The Workplace Furnishings segment is a leading global designer and provider of commercial furnishings, while the Residential Building Products segment is the nation's leading manufacturer of hearth products [9].